


Strip-Poker

by the_gay_one20



Category: Will and Grace
Genre: F/F
Language: English
Status: Completed
Published: 2020-09-17
Updated: 2020-09-17
Packaged: 2021-03-07 19:47:10
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 3,152
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/26503123
Author URL: https://archiveofourown.org/users/the_gay_one20/pseuds/the_gay_one20
Summary: Okay, so this is set during the cabin episode in season 1. Instead of Grace seeing Campbell, she stays and plays strip poker with Karen.Please do not expect any masterful writing out of this, I’m not a great writer and my smut writing is iffy at best.Explicit Sexual Content.
Relationships: Grace Adler/Karen Walker
Comments: 4
Kudos: 12





	Strip-Poker

**Author's Note:**

> Again, this is just flat out smut, not plot at all.

(FYI i have no idea how to play poker and a lot of my i’s are lowercase😂)

In the Walker Family cabin

11 pm

I look over my cards at Karen, and all she's got left is her black cloak and matching velvet nighty. I'm down to my tank top panties, and a single earring. "So, Kare, what is it going to be?" Her eyes cut up at me, she's thinking hard. "I'm in." She lays her cards down. Fuck...her hand beats mine. I set my cards down and reach up to take out my earring. "I told you I was good Gracie," Karen beams, dealing out another round of cards. I flip my hand over and keep my face calm. Oh, I've got her on this one. "Ready Gracie?"

"Yes, i think I'll be taking that cloak." I lay my winning hand down, there's no way she can beat this. "Oh, devil!" She curses and slips it off her shoulders and rest it on the back of her chair. "Next hand someone is showing some skin," I say as I deal out a new hand. I hear footsteps coming down the stairs then look over to see Will coming into the room. "What are you two doing?" He asks, rubbing the tired from his eyes after already being in bed for 3 hours. "Playing strip poker Wilma, what does it look like?" Karen says then stands up to grab the bottle of wine from the counter. "I may be a little out of practice but if i remember correctly a lot comes from being naked after a game of strip poker," he says as he retrieves water from the fridge. Karen fills my glass then pats my head before she sets back down and addresses Will's comment. "You don't know Wilma, we could do a little dirty dirty on the couch after." I feel her barefoot run up my leg and i swat at her over the table. "Karen you quit that, and yes Will, we know what usually comes after strip poker. We are just having a little fun, it doesn't have to turn into anything."

"Okay, so you're just going to sit around naked for the rest of the night?"

Karen's foot pushes in between my knees and i trap it between my thighs to stop her from going any farther. "It'll keep us warm," Karen giggles, bringing her cards up again to look at them. Her toes wiggle against my thighs and i reach under the table to smack her calf. "Oo she's already getting frisky with me under the table Wilma, you might wanna leave before you see something you don't want to."

Will only rolls his eyes in response and I smack her again. "Will don't listen to her, she's just drunk and horny."

"Who said I was drunk?"

"You're always drunk!" Will and I say in unison. Karen huffs and jabs me with her toes. "I'm going back to bed," Will says, heading for the stairs. "Goodnight Wilma.." Karen waves her hand behind her then pulls her foot from between my thighs. "Alright honey, let's keep going."

"I'm ready when you are Kare." I lift up my hand and try and keep my face steady. This is a good hand...

"I'm in!" She throws her cards down and I follow suit. My hand just beats hers. "Alright Kare...off with it." I giggle, gesturing to her velvet nighty. "Mmm fine!" She huffs and rises from her chair. Gradually her hands come up to push the straps off her shoulder, and ever so slowly the garment rides down over her breast and past her hips, revealing a hidden strapless bra and matching black thong. "Karen! You still have clothes left!" I fuss. She cocks up an eyebrow and kicks away her nightly. "Someone sounds a little disappointed," she says, tugging at the top of her bra to pull it up. I watch as her breast bounce back down when she releases them and feel my chest tighten. "Well...you just made it out like that nighty was your last bit. I thought I won."

"Mm, well you've still got two more rounds to win before you get to see me in the buff, missy," Karen pauses and leans over the table, resting her hands on either side of her cards, "And I've got two more rounds for you, it's anyone's game."

I can't tear my eyes away from her breast, which might as well be on full display in the bra of hers. She reaches across the table and smacks my cheek, not too hard but enough to snap me out of my trance. "Gosh ya big lez, stare much." She giggles then sets back down. "I'm sorry.. you um... you just have a really fantastic body, Karen."

"I know honey, I'm stunning!" Karen says proudly. She reaches for her purse behind her on the counter, pulling out a pack of cigarettes and a lighter. "Here, you want one honey?"

"I'm fine right now, but thank you." Karen reaches for the lighter but it slips out from under her hand and across the table to me. "Hand me that will ya?"

"I've got it, come here." I pick up the lighter and she places the cigarette between her lips as she leans back across the table. When i sit up and light it i can see the flame flickering in her eyes and suddenly it's like my whole body is on fire, just from that one look. I sit back down and try to shake the smoldering feeling that’s resting in the pit of my stomach. 

Karen takes a long drag then blows smoke rings up into the air.Who knew Karen Walker smoking in her underwear could be so sexy. Probably anyone with common sense, I have just been ignorant enough to try and deny my attraction to her up until this point. Karen leans back in the chair and lazily deals out another hand, cigarette held between her painted red lips. "Let's make a deal," I say, picking up my hand but not looking at the cards. "Alright."

"Next hand, winner takes all?"

"Mmm, i like the sound of that," Karen purrs. Please let me win.

Shit, I lost. "Come on Gracie, take it off!" Karen giggles and bounces up and down in her chair like a child. I slowly stand up and hold my chest tight. "Karen come on, i know-"

"Ah ah ah! Come on honey hold up you're end of the bargain and get naked for me!" Karen is a little too excited about this. Oh, this was a bad idea, a really bad idea. Karen gets up and comes over to me, resting her hands on my hips. "What's the matter, honey? This was your idea. Or were you hoping you would win, so you could watch me get naked?" Karen slips her fingers under hem of my tank top and starts to push it up, her hands running up my midsection. "I-I just thought it would be fun." My cheeks burn and her cold fingers dance over my ribs.

Suddenly my back is against the door frame and Karen is pressed up against me, our eyes unmoving from each other. "Get naked, Gracie." She pushes away and waits for me to finally take off my clothes. "Fine!" I huff and grab the hem of my tank top to pull it off. As soon as it's over my head, i decided to bite the bullet and push my panties down too. Now I'm completely naked in front of my assistant, who seems to be enjoying this more than she should. Karen is biting her bottom lip and the look in her eyes makes me think she's going to devour me. "I suppose it's only fair if..." she trails off and reaches behind her, then suddenly her bra falls to the floor. "Holy shit," i blurt out then my eyes follow her thong as it drops to her ankles. I drag my gaze back up all her naked alabaster skin and my mouth drys up. She's walking to me now, her hands running up her sides and over her breast into her hair. I think my brain just short-circuited.

I lunge forward abruptly, taking her face between my hands and kissing her. She squeals against my mouth but soon falls into rhythm with me. "This is what you get for being such an insufferable tease, " I say, my voice much lower than normal, pressing her back against the counter. Karen gasps and drags her nails across the back of my shoulders. "Maybe we should take this to my bedroom, and i can show you just how much of a tease i can really be?"

"Good idea." I back up and let Karen pass me, now both of us head towards the master bedroom. I shut the door behind us then turn to the bed. My insides twist into knots as i watch Karen crawl up onto the front of the bed on all fours, stretching her arms out in front of her letting her chest drop and drag across the comforter, with her ass staying high in the air. Once she’s stretched out she lets her hips drop onto the bed and she lays there waiting for me, a leg splayed out slightly and her head propped up in her hand. “Oh, Gracie I can hardly stand it,” Karen whines, playing the tease she is, pushing her free hand down between her legs to touch herself.Karen’s gaze meets mine and she knows she’s got me, it’s inescapable now.

I make my way over to the edge of the bed and take her by the feet, closing her legs and rolling her over before i pull her back to down the edge. She wraps them around my hips and i pull her up by the shoulders into a searing kiss. Her tongue plunges between my lips and makes its way to grazing the backs of my teeth and inside of my cheek. She did tell me once she could roll dice with this thing, and there’s no way i can’t believe her now with the way she’s working me. She pushes her hips up to grind her sex against my lower abdomen, and i instantly feel the wet heat connect with my skin.

Karen gasps against my mouth, it seems she’s found a good rhythm against my belly. “And we’ve barely even started,” chuckle then push her up on the bed. I crawl up between her spread thighs and lay my self on top of her. I bring my hands up and cup her breast. Her hard nipples rubbing against my palms before i take them between my fingers, pinching them until she whines and squirms. I take one between my lips, sucking it and teasing it with my tongue. “Oh fuck, Gracie.” Karen moans loudly. I could get used to that. I move to the next one, and clamp my teeth down on it, tugging at it gently before soothing it with my tongue. “Gracie please, i want you inside me!”

My hand drags down her torso and I slide my fingers through her slick folds. “Yes please, oh god please!” Her hips jerk up and she spreads her legs wider. I circle her tight entrance, letting her coat my fingers before i push my middle one inside her. Her head rolls back and i start to pump into her slowly. The way she feels inside is like nothing I’ve ever experienced, mainly because the only woman I’ve ever been with is myself, but having her walls wrap around my fingers is heavenly. “Gracie you feel so good inside me,” she cries, pulling me up to kiss her. Our lips meet again and i push another finger inside her, causing Karen to bite down on my bottom lip. Her cries fill the room and my fingers pump into her, curling up with every stroke and hitting her front wall. “Harder please!” I pick up my pace, sitting up to give my self more leverage and watch Karen in the most vulnerable state I’ve ever seen her in. Her bouncing breast, perfectly O shaped lips as moans practically drip from them, legs spread, my fingers coming in and out of her, her hands griping the shes and her back arching farther up the faster i go. “Oh fuck Gracie I’m so close, honey” Karen’s hi pitched voice whines. At that I reach down with my free thumb to rub her clit. “fuck me!” Karen grips her breast, pinching her nipples, then bucks her hips like a madwoman against my hands. “I’m cumming I'm cumming oh god Gracie!” Her walls clench and her body stiffens as she rides out her orgasm.

Karen relaxes with the biggest grin on her face and i watch her bite down hard on her lip as i pull my fingers from her. Our eyes lock again as i bring them up to my mouth, sucking them clean and tasting Karen for the first time. That taste is something i could definitely get used to. “Goodness honey, that was something else,” Karen says, sitting up on her elbows, legs still spread wide and chest heaving. “You’re telling me...” i drop down onto my hands, bringing us face to face and i can see the mischief in her eyes. “You sure know how to work those fingers, don’t you, honey?”

“Mm, I’d like to think so, after the results i just got from you.”

“That tongue of yours too, i can’t wait to have that between my thighs,” she confesses as she grabs my chin and runs her thumb over my bottom lip. “Luckily you won’t have to wait too long for that.” I playfully bite her thumb then stroke the tip with my tongue before i take into my mouth and suck it. Karen groans like she just can’t handle herself, I’m sure she’s enjoying the scene I’m giving her. “Good lord honey you sure do know how to get a girl going don’t you.” Karen lays back down and uses her free hand to reach between my legs. I feel her delicate fingers drag over my slit then dip into my entrance. She gasps feeling how wet I am and starts to rub tight circles over my clit. My sucking on her thumb stops and she slowly pulls it from my mouth, taking this opportunity to place a hand over one of my breasts and tease my nipple. We both sit up On our knees and are eye level with now. “But before we get to that, i get to have some fun with you,” Karen says and tweaks my nipple. “Now be a good girl and touch your tits for me.” Yep, I’m a goner.

She takes her hand away from my breast, and i bring mine up to replace them. I start massaging them as she rubs my clit. Oh god, it feels so good, her fingers feel so good. “Mmm Kare...” i moan, gently rocking my hips and leaning in close to steal a kiss. She doges my advances and plant her lips to my neck then starts to lick the shell of my ear. “You’re such a good girl Gracie,” she whispers. I whine, pinching my nipples again, pulling at them until the hurt in the best of ways. Then I spread my knees wider, forcing her hand to rub me harder, and suddenly her fingers are inside me. “Oh fuck...” i gasp as i feel them curl up inside my, hitting me in just the right spot. My eyes and head roll back and Karen doesn’t miss a beat. She grips my ass with her feer hand and drops her mouth down to my breast, taking one between her lips and sucking on it diligently. Her thumb pressed against my clit and i cry out her name, riding her fucking hand like ill die if i don’t get off. Oh, I’m so close. Her lips wrap around my other nipple, teeth scraping it gently and her tongue comes out to circle it. It’s maddening, her hot mouth on my chest and fingers inside me while she rubs my clit, and oh god she just spanked me. My hands are in her hair, holding her tight to my breast, and scratching down her pale back. “Be a good girl and cum for me, Gracie. Please i want to feel you come apart.” She pleads against my chest, picking up the pace of her fingers. I’m so fucking close. Then suddenly it explodes in me and my limbs going numb in that wonderful euphoric state, then my mind goes blank for a few seconds. All i can do is moan and cry out my lover's name. I go limp, falling into her arms gently as she brings me down from my high. Yeah, this...this the best sex I’ve ever had.

A couple of hours later

“Well...that happened,” I say, out of breath and sweating as Karen flops back down next to me. We both turn our heads and stare at each other, both with stupid grins on our faces. “Yeah, it did.” Karen takes my hand and interlocks our fingers. “I definitely think it should happen again.”

“Honey, I promise you it will happen as many times as you want it,” Karen says with a giggle, squeezing my hand and rolling towards me onto her side. “Maybe in the office?” I suggest, rolling onto my side as well and pulling her close to me. “Oh definitely at the office. On my desk, that would be hot.”

“That would be so hot.”

“You know where we should do it?”

“Where, babe?”

“The kitchen table in your apartment. Wilma would die if he knew.” We both burst into a fit of laughter and I take the opportunity to roll back on top of Karen. “Oh, goodness honey!” She squeals. “That would be quite hilarious.” I push some of her hair off her forehead and gently run my nails through her dark locks. “God, you’re stunning.” Her cheeks flush and grip on my waist tightens. “So are you, honey.”

Karen kisses me, taking her time and being deliberate, unlike the hungry, desperate kisses we were exchanging earlier. When we pull away we’ve both got that dumb smile on our face again. “Why don’t we get some sleep, babe?”

“Mmm, i suppose, as long as you stay in here with me.”

“Well, of course, Kare.” I reach over and switch off the bedside lamp before I roll off Karen and snuggle up behind her, pulling her back into my chest. She groans happily and nuzzles even closer, keeping my arms tight around her waist. “Goodnight, honey. I love you.”

“Mmm, I love you too, Kare.”


End file.
